Michael J. Lisman
Good morning, everyone. First, I'll start with an update on our capital allocation activities and priorities. In the past few months, we've signed up two M&A transactions: Servotronics and Simmonds. On July 1, we closed the acquisition of Servotronics for approximately $138 million in cash. Servotronics is a designer and manufacturer of servo valves for aerospace and defense applications. And then on June 30, we agreed to acquire the Simmonds Precision business from RTX Corporation for approximately $765 million in cash. Simmonds Precision is a designer and manufacturer of fuel and proximity sensing and structural health monitoring solutions for the aerospace and defense end markets. The business is expected to generate approximately $350 million in revenue for the 2025 calendar year. Both Servotronics and Simmonds Precision fit quite well with our existing portfolio of businesses. Regarding the current M&A activities in the pipeline, we continue to actively look for opportunities that fit our model. As usual, the potential targets are mostly in the small and midsized range. We'll remain disciplined around our approach to M&A. The capital allocation priorities at TransDigm are unchanged. Our first priority is to reinvest in our businesses; second, do accretive disciplined M&A; and third, return capital to our shareholders via buybacks or dividends. Fourth option, paying down debt seems unlikely at this time, though we do still take this into consideration. As always, we continue to closely monitor the credit markets and we'll be assessing opportunities to utilize leverage for general corporate purposes, which may include potential future acquisitions, share repurchases and dividends. Now moving on to our typical review of results by key market category. For the remainder of the call, I'll provide commentary on a pro forma basis compared to the prior year period in 2024. That is assuming we own the same mix of businesses in both periods. In the commercial market, which typically makes up close to 65% of our revenue, we will split our discussion into OEM and aftermarket. Our total commercial OEM revenue was down 7% in Q3 compared with the prior year period. And on a sequential basis, total commercial OEM revenues were about flat compared to Q2. In comparison to what was expected 10 months ago at the start of our 2025 fiscal year, the commercial OEM revenue performance in our third quarter was significantly softer. With regard to what is ultimately driving this performance, quite simply, the production rates at the OEMs are not as high as we'd expected. In the year-to- date period, rates have been negatively impacted by the strike at Boeing and production rate challenges at Airbus. This has reduced our commercial OEM shipments and hit our third quarter particularly hard as customers realign backlog and destocked. The impact on shipments should be temporary. There are clear signs that the negative year-over-year commercial OEM revenue trends will turn positive in time, and this is evidenced in our commercial OEM bookings results for the third quarter. Whereas revenue declined, bookings in the quarter were up compared to the same prior year period. Specifically, commercial transport bookings growth approached the double digits on a percentage basis. During the quarter, there was some softness in our biz jet and helicopter submarkets, but this is primarily timing driven. The booking levels for OEM commercial transport show that the market is recovering from the various disruptions seen over the past year, but this recovery could be a bit bumpy and uneven on a quarterly sales basis as the OEMs rightsize inventory levels. With regard to the broader commercial OEM production environment, at this time, supply chains remain the primary bottleneck in the OEM production ramp-up. We remain encouraged by the recent progress on the 737 MAX production line, and our operating units are well positioned to support the higher production rates as they occur. Now moving on to our commercial aftermarket business discussion. Total commercial aftermarket revenue increased by approximately 6% compared with the prior year period. This quarter, all submarkets within commercial aftermarket continued to experience positive growth. The growth across the four submarkets was varied. Freight and interior were each stronger than the total commercial aftermarket 6% growth rate, whereas the passenger and biz jet submarkets performed slightly below the overall commercial aftermarket rate of growth. Within our passenger segment, operating units with higher engine content posted very solid growth, well in excess of those with non-engine content and also considerably ahead of the 6% overall growth rate in our commercial aftermarket revenue. POS and our distributors grew in the double digits on a percentage basis this quarter. For the full year, as you saw in today's guidance, our outlook for commercial aftermarket growth of high single-digit to low double-digit percentage growth is unchanged. A final comment pertaining to our longer-term commercial aftermarket performance over the last 4 years. As we look back at our historical aftermarket growth coming out of COVID, we rebounded more quickly than we had expected in the earlier part of the recovery and then saw things moderate a bit as the recovery completed in 2024 through to today. When we analyze this full time period, the last 4 years that is, we sit today about where we should be on a volume basis given current global flight activity. Now shifting to our defense market, which traditionally is at or below 35% of our total revenue. The defense market revenue, which includes both OEM and aftermarket revenues, grew by approximately 13% compared with the prior year period. Q3 defense revenue growth was well distributed across our businesses and customer base. Additionally, we saw similar rates of growth in both the OEM and aftermarket components of our total defense market with OEM running slightly ahead of aftermarket. Defense bookings for the quarter were healthy compared to the prior year and continue to support our unchanged 2025 defense guidance of high single-digit to low double-digit revenue growth. Additionally, this quarter, we saw continued growth in U.S. government defense spend outlays, though the rate of growth has moderated a bit. As we've said many times before, defense sales and bookings can be lumpy. We know the bookings and sales will come, but forecasting them with accuracy and precision, especially on a quarterly basis is difficult. Lastly, as always, our management teams remain committed to our consistent operating strategy and successfully closing out the 2025 fiscal year. Now a few quick organizational updates. I'm happy to announce that Patrick Murphy will become our next Co-COO. He has been with TransDigm for over 10 years and will make a great partner for Joel Reese, who will be continuing as our other Co-COO. Most recently, Patrick served as the TransDigm Executive Vice President for 6 years with direct oversight of several operating units. Additionally, he has overseen the integrations of our acquisitions of DART and the CPI businesses. Prior to becoming an EVP, Patrick was President of our HarcoSemco operating unit. He's a proven executive and a strong cultural fit. We're happy to have filled such an important position with an internally developed leader, and we continue to see our succession planning at work. I'm confident Patrick will continue running our operating units well and driving value creation across the organization. With Patrick's promotion to Co-COO, we have promoted Dave Wilmot to an Executive Vice President role. Dave is an accomplished business leader. For the past 3 years, he served as the President of our AdelWiggins operating unit. As an EVP, Dave will be responsible for overseeing six of TransDigm's operating units. Both Patrick and Dave start in their new roles effective today. Additionally, I'm pleased to announce that Armani Vadiee has been promoted to General Counsel and Chief Compliance Officer of TransDigm. He has effectively been on the team for the last 15 years, both as our VP of Global Public Sector and before that as outside counsel and partner at a DC law firm. Finally and most importantly, as you know, this is Kevin's last earnings call. I have no doubt that he will miss these calls dearly in his retirement, and you can't see it, but he's actually tearing up here in Cleveland. I'm kidding that was a joke, but now speaking seriously, I want to take a moment to thank Kevin for his exceptional leadership as our CEO. It's been a privilege to work for and learn from him over the last 10-plus years here, and I know that our entire team shares this sentiment. Under Kevin's guidance, TransDigm has created significant shareholder value, and the team here has had a lot of fun in the process. We wish Kevin all the best in his well-earned retirement. Our transition is on track, and I look forward to stepping into the CEO role on October 1, and I'm excited to continue driving the private equity-like returns our shareholders have come to expect from TransDigm. With that, I'd like to turn it over to our CFO, Sarah Wynne.